0000931148-14-000078.txt : 20140519 0000931148-14-000078.hdr.sgml : 20140519 20140519172559 ACCESSION NUMBER: 0000931148-14-000078 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140515 FILED AS OF DATE: 20140519 DATE AS OF CHANGE: 20140519 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GRAFTECH INTERNATIONAL LTD CENTRAL INDEX KEY: 0000931148 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRICAL INDUSTRIAL APPARATUS [3620] IRS NUMBER: 061385548 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12900 SNOW ROAD CITY: PARMA STATE: OH ZIP: 44130 BUSINESS PHONE: 2166762000 MAIL ADDRESS: STREET 1: 12900 SNOW ROAD CITY: PARMA STATE: OH ZIP: 44130 FORMER COMPANY: FORMER CONFORMED NAME: UCAR INTERNATIONAL INC DATE OF NAME CHANGE: 19941011 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SHULAR CRAIG S CENTRAL INDEX KEY: 0001078942 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13888 FILM NUMBER: 14855649 MAIL ADDRESS: STREET 1: C/O GRAFTECH INTERNATIONAL LTD STREET 2: 12900 SNOW ROAD CITY: PARMA STATE: OH ZIP: 44130 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2014-05-15 1 0000931148 GRAFTECH INTERNATIONAL LTD GTI 0001078942 SHULAR CRAIG S C/O GRAFTECH INTERNATIONAL LTD. 12900 SNOW ROAD PARMA OH 44130 0 0 0 1 Former Executive Chairman Common Stock 2014-05-15 4 M 0 300000 9.05 A 300000 D Common Stock 2014-05-15 4 S 0 300000 10.15 D 0 D Common Stock 2014-05-15 4 F 0 7893 10.49 D 15774 D Common Stock 13111 D Common Stock 2014-05-15 4 F 0 8671 10.49 D 32313 D Common Stock 57785 D Common Stock 2014-05-15 4 F 0 5781 10.49 D 30549 D Common Stock 53668 D Common Stock 521969 D Common Stock 36242 I By Savings Plan Common Stock 46372 I By Compensation Deferral Plan Stock Options (right to buy) 9.05 2014-05-15 4 M 0 300000 0 D 2017-04-02 Common Stock 300000 0 D Stock Options (right to buy) 16.41 2017-05-15 Common Stock 56000 56000 D Stock Options (right to buy) 19.89 2017-05-15 Common Stock 48000 48000 D Stock Options (right to buy) 13.89 2017-05-15 Common Stock 104000 104000 D Stock Options (right to buy) 9.51 2017-05-15 Common Stock 69333 69333 D Stock Options (right to buy) 11.56 2017-05-15 Common Stock 31667 31667 D The reporting person retired from the Issuer on May 15, 2014 and exercised and sold certain stock options that otherwise would have expired upon such retirement. On November 21, 2013, the Company granted 71,000 restricted shares under the Company's 2005 Equity Incentive Plan. One-third of the restricted shares were to vest on each of December 3, 2014, 2015, and 2016. The reporting person retired effective May 15, 2014. Vesting of certain restricted shares was accelerated and 47,333 restricted shares were forfeited as a result of retirement. 7,893 shares of the 23,667 shares that vested were withheld to cover withholding taxes due upon vesting. The holdings are net of shares withheld, or sold under a Rule 10b5-1 trading plan, to cover withholding taxes. On November 21, 2013, the Company granted 118,000 performance shares under the Company's 2005 Equity Incentive Plan, which represent the right to receive shares contingent upon the achievement of performance measures over a 3-year performance period. Shares that are earned upon the attainment of the applicable performance targets vest on March 31, 2017. The ultimate number of shares earned is subject to adjustment based on actual peformance. The reporting person retired effective May 15, 2014. 104,889 performance shares were forfeited as a result of retirement. On November 27, 2012, the Company granted 78,000 restricted shares under the Company's 2005 Equity Incentive Plan. One-third of the restricted shares vested on November 27, 2013, and one-third were to vest on each of November 27, 2014, and 2015. The reporting person retired effective May 15, 2014. Vesting of certain restricted shares was accelerated and 26,000 restricted shares were forfeited as a result of retirement. 8,671 shares of the 26,000 shares that vested were withheld to cover withholding taxes due upon vesting. The holdings are net of shares previously withheld, or sold under a Rule 10b5-1 trading plan, to cover withholding taxes. On November 27, 2012, the Company granted 130,000 performance shares under the Company's 2005 Equity Incentive Plan, which represent the right to receive shares contingent upon the achievement of performance measures over a 3-year performance period. Shares that are earned upon the attainment of the applicable performance targets vest on March 31, 2016. The ultimate number of shares earned is subject to adjustment based on actual peformance. The reporting person retired effective May 15, 2014. 72,215 performance shares were forfeited as a result of retirement. On December 13, 2011, the Company granted 52,000 restricted shares under the Company's 2005 Equity Incentive Plan. One-third of the restricted shares vested December 13 of each of 2012 and 2013, and one-third was to vest on December 13, 2014. The reporting person retired effective May 15, 2014. Vesting of certain restricted shares was accelerated as a result of retirement. 5,781 shares of the 17,333 shares that vested were withheld to cover withholding taxes due upon vesting. The holdings are net of shares previously withheld, or sold under a Rule 10b5-1 trading plan, to cover withholding taxes. On December 13, 2011, the Company granted 69,000 performance shares under the Company's 2005 Equity Incentive Plan, which represent the right to receive shares contingent upon the achievement of performance measures over a 3-year performance period. Shares that are earned upon the attainment of the applicable performance targets vest on March 31, 2015. The ultimate number of shares earned is subject to adjustment based on actual peformance. The reporting person retired effective May 15, 2014. 15,332 performance shares were forfeited as a result of retirement. On December 9, 2010, the Company granted 32,000 performance shares under the Company's 2005 Equity Incentive Plan, which represented the right to receive shares contingent upon the achievement of performance measures over a 3-year performance period. Shares earned upon the attainment of the applicable performance targets would have vested on March 31, 2014. These performance shares were forfeited. Represents the number of units attributable to the reporting person's participation in the Company Stock Fund option of the GrafTech International Holdings Inc. Savings Plan. Represents obligations whose value is based on the Common Stock through a contribution, exempt pursuant to Rule 16b-3(c), under the Company's Compensation Deferral Program. The reporting person disclaims beneficial ownership of these securities. All such options have fully vested. On December 13, 2011, the Company granted 104,000 stock options under the Company's 2005 Equity Incentive Plan. The options were to vest in equal thirds on December 13 of each of 2012, 2013 and 2014. The vested portions of such options will become exercisable upon vesting. The reporting person retired effective May 15, 2014. Vesting of certain stock options was accelerated. On November 27, 2012, the Company granted 104,000 stock options under the Company's 2005 Equity Incentive Plan. The options were to vest in equal thirds on November 27 of each of 2013, 2014 and 2015. The vested portions of such options will become exercisable upon vesting. The reporting person retired effective May 15, 2014. Vesting of certain stock options was accelerated and 34,667 stock options were forfeited as a result of retirement. On November 21, 2013, the Company granted 95,000 stock options under the Company's 2005 Equity Incentive Plan. The options were to vest in equal thirds on December 3 of each of 2014, 2015 and 2016. The vested portions of such options will become exercisable upon vesting. The reporting person retired effective May 15, 2014. Vesting of certain stock options was accelerated and 63,333 stock options were forfeited as a result of retirement. /s/John D. Moran, Attorney-in-Fact for Craig S. Shular 2014-05-19